The LGL Group, Inc. Announces Plans for Rights Offering to Stockholders
June 22 2017 - 4:10PM
Business Wire
The LGL Group, Inc. (NYSE MKT:LGL) (the “Company” or
“LGL”) announced today that it filed a registration
statement on Form S-1 with the Securities and Exchange Commission
(the “SEC”) for a rights offering in which stockholders will
receive transferable rights to purchase additional shares of the
Company’s common stock, par value $0.01 per share (the “Common
Stock”), at a price to be determined at the time the offering
commences. All stockholders as of a record date, which has yet to
be determined, will receive one subscription right for each share
of Common Stock owned as of such record date. The subscription
price has also yet to be determined. The Company will provide
notice of the record date and subscription price in the future at
such time as they are determined. Assuming the rights offering is
fully subscribed, the Company currently expects the gross proceeds
of the offering to be approximately $[ ].
The proposed rights offering will include an over-subscription
right, which will entitle a stockholder who exercises all of its
basic subscription right in full the right to purchase additional
shares of Common Stock that remain unsubscribed at the expiration
of the rights offering, subject to the availability and pro rata
allocation of shares among persons exercising this
over-subscription right.
The rights offering is expected to commence in August of 2017
depending on the time required to have the registration statement
for the shares and subscription rights declared effective by the
SEC.
The Common Stock issued in connection with the rights offering
will be listed on the NYSE MKT under the symbol “[LGL__].” The
subscription rights are expected to trade on the NYSE MKT until the
day before the expiration of the offering period. The offering
period has not yet been determined.
The net proceeds of the offering will be used as working capital
for general corporate purposes and for acquisitions, although the
Company has not identified any specific acquisitions at this
time.
The Company reserves the right to modify, postpone or cancel the
rights offering at any time prior to the closing of the sale of the
Common Stock in the rights offering.
Questions about the rights offering or requests for a copy of
the prospectus may be directed to the Information Agent, Broadridge
Corporate Issuer Solutions, Inc., at (855) 793-5068.
A registration statement relating to these securities has been
filed with the SEC but has not yet become effective. The securities
may not be sold nor may offers to buy be accepted prior to the time
the registration statement becomes effective. This announcement
shall not constitute an offer to sell, or the solicitation of an
offer to buy the subscription rights or the underlying Common
Stock, nor shall there be any sale of these securities in any state
in which such offer, solicitation or sale would be unlawful prior
to the registration or qualification under the securities laws of
any such state.
About The LGL Group, Inc.
The LGL Group, Inc., through its two principal subsidiaries
MtronPTI and PTF, designs, manufactures and markets
highly-engineered electronic components used to control the
frequency or timing of signals in electronic circuits, and designs
high performance Frequency and Time reference standards that form
the basis for timing and synchronization in various
applications.
Headquartered in Orlando, Florida, the Company has additional
design and manufacturing facilities in Yankton, South Dakota,
Wakefield, Massachusetts and Noida, India, with local sales offices
in Hong Kong, Sacramento, California and Austin, Texas.
For more information on the Company and its products and
services, contact Patti Smith at The LGL Group, Inc., 2525 Shader
Rd., Orlando, Florida 32804, (407) 298-2000, or visit
www.lglgroup.com and www.mtronpti.com.
Forward-Looking Statements
This communication contains forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. These include, without limitation, the statements
contained above regarding the proposed rights offering, and other
statements that are not historical facts. These statements involve
risks and uncertainties that could cause actual results and events
to differ materially, including the possibility that the
effectiveness of the Form S-1 may be delayed, or that the rights
offering may be cancelled before it closes. For a discussion of
further risks and uncertainties related to LGL’s business, please
refer to its public company reports and the Risk Factors enumerated
therein, including the Annual Report on Form 10-K for the year
ended December 31, 2016 and subsequent reports, filed with the SEC.
LGL undertakes no duty to update any forward-looking statement to
reflect any change in its expectations or any change in events,
conditions or circumstances on which any such statements are
based.
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version on businesswire.com: http://www.businesswire.com/news/home/20170622006127/en/
The LGL Group, Inc.Patti Smith,
407-298-2000pasmith@lglgroup.com
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